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VMware Reports Third Quarter 2016 Results

October 26, 2016 4:16 PM

PALO ALTO, CA -- (Marketwired) -- 10/26/16 -- VMware, Inc. (NYSE: VMW), a leader in cloud infrastructure and business mobility, today announced financial results for the third quarter of 2016:

"Our very good third-quarter financial results reflect VMware's strength in delivering strategic value to our customers," said Pat Gelsinger, chief executive officer, VMware. "We are helping customers run any application across their private, public and hybrid clouds with our new Cross-Cloud Architecture™, the industry's most complete and capable hybrid cloud offering."

Zane Rowe, executive vice president and chief financial officer, VMware, said, "We are pleased with our Q3 financial performance, which exceeded the midpoint of our revenue and operating margin guidance. We continue to broaden our portfolio with a range of products that will drive growth for the company."

Today VMware announced the formation of a new Products and Cloud Services organization focused on extending VMware's leadership across compute, storage, networking, management and business mobility. Raghu Raghuram and Rajiv Ramaswami will co-lead this new organization and take on expanded roles as Chief Operating Officers, Products and Cloud Services. Sanjay Poonen is also taking on an expanded role as Chief Operating Officer, Customer Operations responsible for Worldwide Sales and Services, Channels, Marketing, and Global Communications. With these changes, Sumit Dhawan has been promoted to General Manager and Senior Vice President, End-User Computing, replacing Poonen in that role and Jeff Jennings has been promoted to Vice President and General Manager of the Networking and Security BU as Ramaswami moves into his COO role.

The company also announced a transition to the Dell fiscal year beginning on February 4, 2017. The first quarter for fiscal 2018 will begin on February 4 and end on May 5, 2017.

Recent Highlights & Strategic Announcements

The company will host a conference call today at 2:00 p.m. PT/ 5:00 p.m. ET to review financial results and business outlook. A live web broadcast of the event will be available on the VMware investor relations website at http://ir.vmware.com. Slides will accompany the web broadcast. The replay of the webcast and slides will be available on the website for two months. In addition, six quarters of historical data for revenues which include year-over-year comparisons will also be made available at http://ir.vmware.com in conjunction with the conference call.

About VMware
VMware, a global leader in cloud infrastructure and business mobility, helps customers accelerate their digital transformation. VMware enables enterprises to master a software-defined approach to business and IT with its Cross-Cloud Architecture™ and solutions for the data center, mobility, and security. With 2015 revenue of $6.6 billion, VMware is headquartered in Palo Alto, CA and has over 500,000 customers and 75,000 partners worldwide.

Additional Information

VMware's website is located at www.vmware.com, and its investor relations website is located at http://ir.vmware.com. VMware's goal is to maintain the investor relations website as a portal through which investors can easily find or navigate to pertinent information about VMware, all of which is made available free of charge. The additional information includes materials that VMware files with the SEC; announcements of investor conferences and events at which its executives talk about its products, services and competitive strategies; webcasts of its quarterly earnings calls, investor conferences and events (archives of which are also available for a limited time); additional information on its financial metrics, including reconciliations of non-GAAP financial measures to the most directly comparable GAAP measures; press releases on quarterly earnings, product and service announcements, legal developments and international news; corporate governance information; and other news, blogs and announcements that VMware may post from time to time that investors may find useful or interesting.

VMware, Cross-Cloud Architecture, VMware vSAN, vSphere, vRealize, vRealize Automation, Workspace ONE, Photon Platform, Horizon, VMware Cloud, AirWatch, AirWatch Express, and AirWatch Connect are registered trademarks or trademarks of VMware or its subsidiaries in the United States and other jurisdictions. All other marks and names mentioned herein may be trademarks of their respective organizations.

Footnotes

1. Gartner, Thomas J. Bittman, et al., Magic Quadrant for x86 Server Virtualization Infrastructure, August 3, 2016.
2. IDC Executive Brief, sponsored by VMware, Green IT: Virtualization Delivers Energy and Carbon Emissions Reductions, October 2016.

Gartner does not endorse any vendor, product or service depicted in its research publications, and does not advise technology users to select only those vendors with the highest ratings or other designation. Gartner research publications consist of the opinions of Gartner's research organization and should not be construed as statements of fact. Gartner disclaims all warranties, expressed or implied, with respect to this research, including any warranties of merchantability or fitness for a particular purpose.

Use of Non-GAAP Financial Measures

Reconciliations of non-GAAP financial measures to VMware's financial results as determined in accordance with GAAP are included at the end of this press release following the accompanying financial data. For a description of these non-GAAP financial measures, including the reasons management uses each measure, please see the section of the tables titled "About Non-GAAP Financial Measures."

Forward-Looking Statements

This press release contains forward-looking statements including, among other things, statements regarding the features and expected benefits to customers of the new VMware Cross-Cloud Architecture, VMware Cloud on AWS, advancements to VMware Horizon and VMware Workspace ONE, new releases of VMware vSphere, VMware vSAN and VMware vRealize Automation, new services for the VMware Photon Platform, AirWatch smart glasses management and end point security integrations built in connection with Symantec; expectations of future growth driven by our broadening portfolio; and VMware's transition to the Dell fiscal year beginning on February 4, 2017. These forward-looking statements are subject to the safe harbor provisions created by the Private Securities Litigation Reform Act of 1995. Actual results could differ materially from those projected in the forward-looking statements as a result of certain risk factors, including but not limited to: (i) adverse changes in general economic or market conditions; (ii) delays or reductions in consumer, government and information technology spending; (iii) competitive factors, including but not limited to pricing pressures, industry consolidation, entry of new competitors into the virtualization software and cloud, end user and mobile computing industries, and new product and marketing initiatives by VMware's competitors; (iv) VMware's customers' ability to transition to new products and computing strategies such as cloud computing, desktop virtualization and the software defined data center; (v) VMware's ability to enter into and maintain strategically effective partnerships; (vi) the uncertainty of customer acceptance of emerging technology; (vii) rapid technological changes in the virtualization software and cloud, end user and mobile computing industries; (viii) changes to product and service development timelines; (ix) VMware's relationship with Dell Technologies and Dell's ability to control matters requiring stockholder approval, including the election of VMware's board members and matters relating to Dell's investment in VMware, and any changes that Dell may implement, having completed its acquisition of EMC Corporation in September 2016; (x) VMware's ability to protect its proprietary technology; (xi) VMware's ability to attract and retain highly qualified employees; (xii) the ability to successfully integrate acquired companies and assets into VMware; (xiii) disruptions to VMware's business resulting from the consummation of EMC's acquisition by Dell; (xiv) the ability of VMware to realize synergies following Dell's acquisition of EMC; (xv) disruptions resulting from key management changes; (xvi) fluctuating currency exchange rates; (xvii) changes in VMware's financial condition; and (xviii) potential disruptions relating to the transition to Dell's fiscal year and further business integrations with Dell. These forward-looking statements are made as of the date of this press release, are based on current expectations and are subject to uncertainties and changes in condition, significance, value and effect as well as other risks detailed in documents filed with the Securities and Exchange Commission, including VMware's most recent reports on Form 10-K and Form 10-Q and current reports on Form 8-K that we may file from time to time, which could cause actual results to vary from expectations. VMware assumes no obligation to, and does not currently intend to, update any such forward-looking statements after the date of this release.

About Non-GAAP Financial Measures

To provide investors and others with additional information regarding VMware's results, VMware has disclosed in this earnings release the following non-GAAP financial measures: non-GAAP revenue, non-GAAP operating income, non-GAAP operating margin, non-GAAP net income, non-GAAP income per diluted share, and free cash flows. VMware has provided a reconciliation of each non-GAAP financial measure used in this earnings release to the most directly comparable GAAP financial measure. These non-GAAP financial measures, other than free cash flows, differ from GAAP in that they exclude stock-based compensation, employer payroll tax on employee stock transactions, amortization of acquired intangible assets, realignment charges, acquisition and other-related items, certain litigation and other contingencies, and the GSA settlement, each as discussed below. Free cash flows differ from GAAP cash flows from operating activities with respect to the treatment of capital expenditures.

VMware has also presented in this earnings release (i) quarterly historical data for total revenue, excluding the GSA settlement, and unearned revenue; and (ii) data on the percentage change in total revenue and license revenue plus the sequential change in unearned revenue and unearned license revenue, respectively. VMware's management believes that these measures are useful to investors because they allow investors to make meaningful comparisons of VMware revenue and unearned revenue across periods.

Additionally, VMware has presented in this earnings release data on the year-over-year growth in constant currency of (i) total revenue plus the sequential change in total unearned revenue and (ii) license revenue plus sequential change in unearned license revenue. VMware provides this information in order to provide a comparable framework for assessing how our business performed, adjusted for the impact of foreign currency fluctuations.

VMware's management uses these non-GAAP financial measures to understand and compare operating results across accounting periods, for internal budgeting and forecasting purposes, for short- and long-term operating plans, to calculate bonus payments and to evaluate VMware's financial performance, the performance of its individual functional groups and the ability of operations to generate cash. Management believes these non-GAAP financial measures reflect VMware's ongoing business in a manner that allows for meaningful period-to-period comparisons and analysis of trends in VMware's business, as they exclude charges and gains that are not reflective of ongoing operating results. Management also believes that these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating VMware's operating results and future prospects in the same manner as management and in comparing financial results across accounting periods and to those of peer companies. Additionally, management believes information regarding free cash flows provides investors and others with an important perspective on the cash available to make strategic acquisitions and investments, to repurchase shares, to fund ongoing operations and to fund other capital expenditures.

Management believes these non-GAAP financial measures are useful to investors and others in assessing VMware's operating performance due to the following factors:

Additionally, VMware's management believes that the non-GAAP financial measure of free cash flows is meaningful to investors because management reviews cash flows generated from operations after taking into consideration capital expenditures due to the fact that these expenditures are considered to be a necessary component of ongoing operations.

The use of non-GAAP financial measures has certain limitations because they do not reflect all items of income and expense that affect VMware's operations. Specifically, in the case of stock-based compensation, if VMware did not pay out a portion of its compensation in the form of stock-based compensation and related employer payroll taxes, the cash salary expense included in operating expenses would be higher, which would affect VMware's cash position. VMware compensates for these limitations by reconciling the non-GAAP financial measures to the most comparable GAAP financial measures. These non-GAAP financial measures should be considered in addition to, not as a substitute for or in isolation from, measures prepared in accordance with GAAP and should not be considered measures of VMware's liquidity. Further, these non-GAAP measures may differ from the non-GAAP information used by other companies, including peer companies, and therefore comparability may be limited. Management encourages investors and others to review VMware's financial information in its entirety and not rely on a single financial measure.

Growth in Constant Currency

A majority of VMware's sales are denominated in the U.S. dollar; however, VMware also invoices and collects in the euro, the British pound, the Japanese yen, the Australian dollar and the Chinese renminbi in their respective regions. The U.S. dollar is the functional currency for all of VMware's legal entities. At the time a non-U.S. dollar transaction is recorded, the value of the transaction is converted into U.S. dollars at the exchange rate in effect for the month in which each order is booked.

As a result, the amount of license and total revenues and unearned revenues derived from these transactions will be impacted by foreign exchange fluctuations. In order to provide a comparable framework for assessing how VMware's business performed adjusted for the impact of foreign currency fluctuations, management analyzes year-over-year license and total revenues growth on a constant currency basis.

Revenues Growth in Constant Currency and Sequential Change in Unearned Revenues

License and total revenues recognized during the current period derived from non-U.S. dollar based transactions were converted into U.S. dollars using the exchange rates that were effective in the comparable prior year period. The calculated current period license and total revenues, adjusted for foreign currency fluctuations, is compared to the license and total revenues of the comparable prior year period, as reported, in calculating license and total revenues growth in constant currency.

Unearned license revenue and unearned total revenue at the end of the period, derived from non-U.S. dollar transactions recorded during the current period, were adjusted for foreign currency fluctuations using the exchange rates that were effective in the comparable prior year period. Unearned license revenue and unearned total revenue, adjusted for foreign currency fluctuations at the end of the period, are compared to unearned license revenue and unearned total revenue at the beginning of the period, as reported, in determining the sequential change in unearned revenue.

                                                                            
                               VMware, Inc.                                 
                                                                            
                CONDENSED CONSOLIDATED STATEMENTS OF INCOME                 
  (amounts in millions, except per share amounts, and shares in thousands)  
                                (unaudited)                                 
                                                                            
                                                                            
                                  Three Months Ended     Nine Months Ended  
                                     September 30,         September 30,    
                                 --------------------- ---------------------
                                    2016       2015       2016       2015   
                                 ---------- ---------- ---------- ----------
                                                                            
Revenue:                                                                    
  License                        $     691  $     681  $   1,907  $   1,896 
  Services                           1,087        991      3,153      2,883 
  GSA settlement                         -          -          -        (76)
                                 ---------- ---------- ---------- ----------
Total revenue                        1,778      1,672      5,060      4,703 
Operating expenses(1):                                                      
  Cost of license revenue               40         46        121        142 
  Cost of services revenue             226        212        658        609 
  Research and development             389        331      1,109        958 
  Sales and marketing                  564        556      1,708      1,656 
  General and administrative           178        201        516        568 
  Realignment                            -          -         52         20 
                                 ---------- ---------- ---------- ----------
Operating income                       381        326        896        750 
Investment income                       21         13         56         38 
Interest expense with Dell              (7)        (7)       (20)       (20)
Other income (expense), net             (8)        (7)        (8)        (8)
                                 ---------- ---------- ---------- ----------
Income before income tax               387        325        924        760 
Income tax provision                    68         69        179        137 
                                 ---------- ---------- ---------- ----------
Net income                       $     319  $     256  $     745  $     623 
                                 ========== ========== ========== ==========
                                                                            
Net income per weighted-average                                             
 share, basic for Class A and                                               
 Class B                         $    0.76  $    0.61  $    1.76  $    1.47 
                                                                            
Net income per weighted-average                                             
 share, diluted for Class A and                                             
 Class B                         $    0.75  $    0.60  $    1.75  $    1.46 
                                                                            
Weighted-average shares, basic                                              
 for Class A and Class B           421,704    422,329    423,341    424,799 
Weighted-average shares, diluted                                            
 for Class A and Class B           425,008    423,981    425,851    427,466 
______                                                                      
(1) Includes stock-based                                                    
 compensation as follows:                                                   
  Cost of license revenue        $       -  $       -  $       2  $       1 
  Cost of services revenue              13         11         38         32 
  Research and development              80         56        224        164 
  Sales and marketing                   51         43        146        124 
  General and administrative            26         16         62         47 
                                                                            
                                                                            
                               VMware, Inc.                                 
                                                                            
                   CONDENSED CONSOLIDATED BALANCE SHEETS                    
  (amounts in millions, except per share amounts, and shares in thousands)  
                                (unaudited)                                 
                                                                            
                                                                            
                                               September 30,  December 31,  
                                                   2016           2015      
                                              -------------- ---------------
                                                                            
                    ASSETS                                                  
Current assets:                                                             
  Cash and cash equivalents                   $        2,654 $        2,493 
  Short-term investments                               5,600          5,016 
  Accounts receivable, net of allowance for                                 
   doubtful accounts of $2 and $2                      1,119          1,633 
  Due from related parties, net                           23             74 
  Other current assets                                   159            144 
                                              -------------- ---------------
Total current assets                                   9,555          9,360 
Property and equipment, net                            1,050          1,128 
Other assets                                             232            193 
Deferred tax assets                                      462            456 
Intangible assets, net                                   538            616 
Goodwill                                               4,032          3,993 
                                              -------------- ---------------
    Total assets                              $       15,869 $       15,746 
                                              ============== ===============
                                                                            
     LIABILITIES AND STOCKHOLDERS' EQUITY                                   
Current liabilities:                                                        
  Accounts payable                            $          104 $          138 
  Accrued expenses and other                             649            746 
  Unearned revenue                                     3,279          3,245 
                                              -------------- ---------------
Total current liabilities                              4,032          4,129 
Notes payable to Dell                                  1,500          1,500 
Unearned revenue                                       1,815          1,831 
Other liabilities                                        388            363 
                                              -------------- ---------------
    Total liabilities                                  7,735          7,823 
Contingencies                                                               
Stockholders' equity:                                                       
  Class A common stock, par value $.01;                                     
   authorized 2,500,000 shares; issued and                                  
   outstanding 113,870 and 121,947 shares                  1              1 
  Class B convertible common stock, par value                               
   $.01; authorized 1,000,000 shares; issued                                
   and outstanding 300,000 shares                          3              3 
  Additional paid-in capital                           2,174          2,728 
  Accumulated other comprehensive income                                    
   (loss)                                                 16             (8)
  Retained earnings                                    5,940          5,195 
                                              -------------- ---------------
    Total VMware, Inc.'s stockholders' equity          8,134          7,919 
Non-controlling interests                                  -              4 
                                              -------------- ---------------
    Total stockholders' equity                         8,134          7,923 
                                              -------------- ---------------
      Total liabilities and stockholders'                                   
       equity                                 $       15,869 $       15,746 
                                              ============== ===============
                                                                            
                                                                            
                               VMware, Inc.                                 
                                                                            
              CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS               
                               (in millions)                                
                                (unaudited)                                 
                                                                            
                                  Three Months Ended     Nine Months Ended  
                                     September 30,         September 30,    
                                 --------------------- ---------------------
                                    2016       2015       2016       2015   
                                 ---------- ---------- ---------- ----------
Operating activities:                                                       
Net income                       $     319  $     256  $     745  $     623 
Adjustments to reconcile net                                                
 income to net cash provided by                                             
 operating activities:                                                      
  Depreciation and amortization         87         87        261        246 
  Stock-based compensation             170        126        472        368 
  Excess tax benefits from                                                  
   stock-based compensation             (6)        (1)        (7)       (27)
  Deferred income taxes, net           (19)       (21)       (24)       (44)
  Impairment of strategic                                                   
   investments                           7          5         12          5 
  Gain on sale of strategic                                                 
   investments                           -          -         (1)         - 
  Loss on disposal of assets             5          -         12          - 
  Other                                  -          -         (1)         - 
  Changes in assets and                                                     
   liabilities, net of                                                      
   acquisitions:                                                            
    Accounts receivable                 96        203        513        508 
    Other assets                         4         27        (22)        14 
    Due to/from related parties,                                            
     net                                73        (32)        55         31 
    Accounts payable                   (16)        (2)       (26)       (36)
    Accrued expenses                   (83)      (180)       (64)      (153)
    Income taxes payable                10         71        (26)        24 
    Unearned revenue                   (27)      (128)        18       (148)
                                 ---------- ---------- ---------- ----------
Net cash provided by operating                                              
 activities                            620        411      1,917      1,411 
                                 ---------- ---------- ---------- ----------
                                                                            
Investing activities:                                                       
Additions to property and                                                   
 equipment                             (30)       (90)      (109)      (274)
Purchases of available-for-sale                                             
 securities                         (1,126)      (580)    (3,337)    (2,675)
Sales of available-for-sale                                                 
 securities                            790        326      1,769      1,700 
Maturities of available-for-sale                                            
 securities                            396        317      1,015        840 
Proceeds from disposal of assets         1          -          3          - 
Purchases of strategic                                                      
 investments                            (7)        (7)       (33)       (11)
Sales of strategic investments           -          -          1          2 
Business acquisitions, net of                                               
 cash acquired                           -          -        (59)       (21)
Decrease (increase) in                                                      
 restricted cash                         -         76         (2)        77 
                                 ---------- ---------- ---------- ----------
Net cash provided by (used in)                                              
 investing activities                   24         42       (752)      (362)
                                 ---------- ---------- ---------- ----------
                                                                            
Financing activities:                                                       
Proceeds from issuance of common                                            
 stock                                  54         55        106        123 
Proceeds from non-controlling                                               
 interests                               -          -          -          4 
Payment to acquire non-                                                     
 controlling interests                   -          -         (4)         - 
Repurchase of common stock          (1,016)      (200)    (1,016)    (1,050)
Excess tax benefits from stock-                                             
 based compensation                      6          1          7         27 
Shares repurchased for tax                                                  
 withholdings on vesting of                                                 
 restricted stock                      (25)       (17)       (97)      (141)
                                 ---------- ---------- ---------- ----------
Net cash used in financing                                                  
 activities                           (981)      (161)    (1,004)    (1,037)
                                 ---------- ---------- ---------- ----------
Net increase (decrease) in cash                                             
 and cash equivalents                 (337)       292        161         12 
Cash and cash equivalents at                                                
 beginning of the period             2,991      1,791      2,493      2,071 
                                 ---------- ---------- ---------- ----------
Cash and cash equivalents at end                                            
 of the period                   $   2,654  $   2,083  $   2,654  $   2,083 
                                 ========== ========== ========== ==========
                                                                            
Supplemental disclosures of cash                                            
 flow information:                                                          
Cash paid for interest           $       7  $       7  $      21  $      21 
Cash paid for taxes, net                76         19        212        155 
Non-cash items:                                                             
Changes in capital additions,                                               
 accrued but not paid            $       4  $     (27) $     (15) $     (49)
                                                                            
                                                                            
                               VMware, Inc.                                 
                                                                            
   CONSTANT CURRENCY GROWTH IN REVENUE PLUS SEQUENTIAL CHANGE IN UNEARNED   
                                   REVENUE                                  
                               (in millions)                                
                                (unaudited)                                 
                                                                            
                                                                            
    Constant Currency Growth in Total Revenue Plus Sequential Change in     
                              Unearned Revenue                              
----------------------------------------------------------------------------
                                                                            
                                                        Three Months Ended  
                                                           September 30,    
                                                       ---------------------
                                                          2016       2015   
                                                       ---------- ----------
                                                                            
Total revenue, as reported                             $   1,778  $   1,672 
Sequential change in unearned revenue                        (27)      (128)
                                                       ---------- ----------
Total revenue plus sequential change in unearned                            
 revenue                                               $   1,751  $   1,544 
                                                       ========== ==========
                                                                            
                                                       ----------           
Change (%) over prior year, as reported                       13%           
Change (%) over prior year, including adjustment for                        
 impact of foreign currency(1)                                13%           
                                                       ----------           
                                                                            
   Constant Currency Growth in License Revenue Plus Sequential Change in    
                          Unearned License Revenue                          
----------------------------------------------------------------------------
                                                                            
                                                        Three Months Ended  
                                                           September 30,    
                                                       ---------------------
                                                          2016       2015   
                                                       ---------- ----------
                                                                            
Total license revenue, as reported                     $     691  $     681 
Sequential change in unearned license revenue                (30)       (77)
                                                       ---------- ----------
Total license revenue plus sequential change in                             
 unearned license revenue                              $     661  $     604 
                                                       ========== ==========
                                                                            
                                                       ----------           
Change (%) over prior year, as reported                        9%           
Change (%) over prior year, including adjustment for                        
 impact of foreign currency(2)                                10%           
                                                       ----------           
                                                                            
(1)  Percentage change compares total revenue plus sequential change in     
     unearned revenue in constant currency for the three months ended       
     September 30, 2016 versus total revenue plus sequential change in      
     unearned revenue as reported for the three months ended September 30,  
     2015. See "Growth in Constant Currency" for more information.          
                                                                            
(2)  Percentage change compares license revenue plus sequential change in   
     unearned license revenue in constant currency for the three months     
     ended September 30, 2016 versus license revenue plus sequential change 
     in unearned license revenue as reported for the three months ended     
     September 30, 2015. See "Growth in Constant Currency" for more         
     information.                                                           
                                                                            
                                                                            
                               VMware, Inc. 
                                
                       SUPPLEMENTAL REVENUE SCHEDULE                        
             (INCLUDES RECONCILIATION OF GAAP TO NON-GAAP DATA)             
                               (in millions)                                
                                (unaudited)                                 
                                                                            
                                     Three Months Ended                     
                ------------------------------------------------------------  
                September June 30,    March    December  September  June 30, 
                30, 2016    2016    31, 2016   31, 2015  30, 2015    2015   
                --------- --------- ---------- --------- --------- ---------
Revenue as                                                                  
 reported(1):                                                               
  License       $    691  $    644  $    572   $    825  $    681  $    638 
  Software                                                                  
   maintenance       947       915       891        901       863       829 
  Professional                                                              
   services          140       134       126        142       128       130 
  GSA                                                                       
   settlement          -         -         -          -         -       (76)
                --------- --------- ---------- --------- --------- ---------
Total revenue   $  1,778  $  1,693  $  1,589   $  1,868  $  1,672  $  1,521 
                ========= ========= ========== ========= ========= =========
                                                                            
Change (%) over                                                             
 prior year:                                                                
  License            1.4%      0.9%     (0.7)%      6.2%      6.6%      3.9%
  Software                                                                  
   maintenance       9.7%     10.4%      9.7%      12.1%     10.8%     12.4%
  Professional                                                              
   services         10.7%      3.5%      2.7%      16.1%     31.3%     22.6%
  GSA                                                                       
   settlement        n/a       n/a       n/a        n/a       n/a       n/a 
                --------- --------- ---------- --------- --------- ---------
Total revenue        6.4%     11.3%      5.2%       9.7%     10.3%      4.4%
                ========= ========= ========== ========= ========= =========
                                                                            
Revenue as                                                                  
 reported,                                                                  
 excluding GSA                                                              
 settlement(2):                                                             
  License       $    691  $    644  $    572   $    825  $    681  $    638 
  Software                                                                  
   maintenance       947       915       891        901       863       829 
  Professional                                                              
   services          140       134       126        142       128       130 
                --------- --------- ---------- --------- --------- ---------
Non-GAAP total                                                              
 revenue        $  1,778  $  1,693  $  1,589   $  1,868  $  1,672  $  1,597 
                ========= ========= ========== ========= ========= =========
                                                                            
Change (%) over                                                             
 prior year:                                                                
  License            1.4%      0.9%     (0.7)%      6.2%      6.6%      3.9%
  Software                                                                  
   maintenance       9.7%     10.4%      9.7%      12.1%     10.8%     12.4%
  Professional                                                              
   services         10.7%      3.5%      2.7%      16.1%     31.3%     22.6%
                --------- --------- ---------- --------- --------- ---------
Non-GAAP total                                                              
 revenue             6.4%      6.0%      5.2%       9.7%     10.3%      9.6%
                ========= ========= ========== ========= ========= =========
                                                                            
(1)  Represents revenue reported each quarter.                              
                                                                            
(2)  Represents revenue reported each quarter less the reduction of revenue 
     due to the GSA settlement recognized in the second quarter of 2015.    
                                                                            
                                                                            
                                VMware, Inc   
                              
                   SUPPLEMENTAL UNEARNED REVENUE SCHEDULE                   
                               (in millions)                                
                                (unaudited)                                 
                                                                            
             September June 30,     March    December   September   June 30, 
             30, 2016    2016     31, 2016   31, 2015   30, 2015     2015   
             --------- ---------- ---------- ---------- ---------- ---------
Unearned                                                                    
 revenue as                                                                 
 reported:                                                                  
  License    $    425  $    455   $    415   $    428   $    404   $    481 
  Software                                                                  
   mainten-                                                                
   ance           4,201     4,189      4,105      4,174      3,850      3,894 
  Profession-                                                                
   al                                                                       
   services       468       478        456        474        432        438 
             --------- ---------- ---------- ---------- ---------- ---------
Total                                                                       
 unearned                                                                   
 revenue     $  5,094  $  5,122   $  4,976   $  5,076   $  4,686   $  4,813 
             ========= ========== ========== ========== ========== =========
                                                                            
Change (%)                                                                  
 over prior                                                                 
 year:                                                                      
  License         5.1%     (5.5)%    (11.0)%    (12.2)%     (5.6)%      1.1%
  Software                                                                  
   mainten-                                                                
   ance           9.1%      7.6%       6.7%       6.9%       8.2%      10.0%
  Profession-                                                                
   al                                                                       
   services       8.6%      9.2%       6.0%       7.9%      11.2%      17.9%
             --------- ---------- ---------- ---------- ---------- ---------
Total                                                                       
 unearned                                                                   
 revenue          8.7%      6.4%       4.9%       5.0%       7.1%       9.7%
             ========= ========== ========== ========== ========== =========
                                                                            
                                                                            
                                VMware, Inc.    
                            
                   RECONCILIATION OF GAAP TO NON-GAAP DATA                  
                For the Three Months Ended September 30, 2016               
  (amounts in millions, except per share amounts, and shares in thousands)  
                                 (unaudited)                                
                                                                            
                                                  Employer                  
                                               Payroll Taxes                
                                                on Employee                 
                                 Stock-Based       Stock        Intangible  
                         GAAP    Compensation   Transactions   Amortization 
                        ------- -------------- -------------- --------------
Operating expenses:                                                         
  Cost of license                                                           
   revenue              $   40              -              -            (26)
  Cost of services                                                          
   revenue              $  226            (13)             -             (1)
  Research and                                                              
   development          $  389            (80)             -              - 
  Sales and marketing   $  564            (51)            (2)            (5)
  General and                                                               
   administrative       $  178            (26)             -              - 
                                                                            
Operating income        $  381            170              2             32 
Operating margin(2)       21.4%           9.6%           0.1%           1.8%
                                                                            
Other income (expense),                                                     
 net                    $   (8)             -              -              - 
                                                                            
Income before income                                                        
 tax                    $  387            170              2             32 
                                                                            
Income tax provision    $   68                                              
Tax rate(2)               17.6%                                             
                                                                            
Net income              $  319            170              2             32 
                                                                            
Net income per                                                              
 weighted-average                                                           
 share, diluted for                                                         
 Class A and Class B(2)                                                     
 (3)                    $ 0.75  $        0.40  $        0.01  $        0.08 
                                                                            
table continued below                            
                                                                    
                         Acquisition                                
                          and Other                     Non-GAAP,   
                           Related          Tax             as      
                            Items      Adjustment(1)   adjusted(2)  
                        -------------- -------------- --------------
Operating expenses:                                                 
  Cost of license                                                   
   revenue                          -              -  $          13 
  Cost of services                                                  
   revenue                          -              -  $         212 
  Research and                                                      
   development                      -              -  $         309 
  Sales and marketing               -              -  $         507 
  General and                                                       
   administrative                  (6)             -  $         145 
                                                                    
Operating income                    6              -  $         592 
Operating margin(2)               0.4%             -           33.3%
                                                                    
Other income (expense),                                             
 net                               13              -  $           5 
                                                                    
Income before income                                                
 tax                               19              -  $         611 
                                                                    
Income tax provision                              57  $         126 
Tax rate(2)                                                    20.5%
                                                                    
Net income                         19            (57) $         485 
                                                                    
Net income per                                                      
 weighted-average                                                   
 share, diluted for                                                 
 Class A and Class B(2)                                             
 (3)                    $        0.04  $       (0.13) $        1.14 
                                                                    
(1)  Non-GAAP financial information for the quarter is adjusted for a tax   
     rate equal to our annual estimated tax rate on non-GAAP income. This   
     rate is based on our estimated annual GAAP income tax rate forecast,   
     adjusted to account for items excluded from GAAP income in calculating 
     the non-GAAP financial measures presented above as well as significant 
     tax adjustments. Our estimated tax rate on non-GAAP income is          
     determined annually and may be adjusted during the year to take into   
     account events or trends that we believe materially impact the         
     estimated annual rate including, but not limited to, significant       
     changes resulting from tax legislation, material changes in the        
     geographic mix of revenue and expenses and other significant events.   
     Due to the differences in the tax treatment of items excluded from non-
     GAAP earnings, as well as the methodology applied to our estimated     
     annual tax rates as described above, our estimated tax rate on non-GAAP
     income may differ from our GAAP tax rate and from our actual tax       
     liabilities.                                                           
                                                                            
(2)  Totals may not sum, due to rounding. Operating margin, tax rate and net
     income per weighted average share information are calculated based upon
     the respective underlying, non-rounded data.                           
                                                                            
(3)  Calculated based upon 425,008 diluted weighted-average shares for Class
     A and Class B.                                                         
                                                                            
                                                                            
                                VMware, Inc.     
                           
                  RECONCILIATION OF GAAP TO NON-GAAP DATA                   
               For the Three Months Ended September 30, 2015                
  (amounts in millions, except per share amounts, and shares in thousands)  
                                (unaudited)                                                                                                        
                                                                            
                                                  Employer                  
                                               Payroll Taxes                
                                                on Employee                 
                                 Stock-Based       Stock        Intangible  
                         GAAP    Compensation   Transactions   Amortization 
                        ------- -------------- -------------- --------------
                                                                            
Operating expenses:                                                         
  Cost of license                                                           
   revenue              $   46              -              -            (27)
  Cost of services                                                          
   revenue              $  212            (11)             -             (1)
  Research and                                                              
   development          $  331            (56)             -              - 
  Sales and marketing   $  556            (43)            (2)            (6)
  General and                                                               
   administrative       $  201            (16)             -             (1)
                                                                            
Operating income        $  326            126              2             35 
Operating margin(2)       19.5%           7.5%           0.1%           2.1%
                                                                            
Other income (expense),                                                     
 net                    $   (7)             -              -              - 
                                                                            
Income before income                                                        
 tax                    $  325            126              2             35 
                                                                            
Income tax provision    $   69                                              
Tax rate(2)               21.4%                                             
                                                                            
Net income              $  256            126              2             35 
                                                                            
Net income per                                                              
 weighted-average                                                           
 share, diluted for                                                         
 Class A and Class B(2)                                                     
 (3)                    $ 0.60  $        0.30  $        0.01  $        0.08 
                                                                            
table continued below
                                                                    
                         Acquisition                    Non-GAAP,   
                          and Other         Tax             as      
                        Related Items  Adjustment(1)   adjusted(2)  
                        -------------- -------------- --------------
                                                                    
Operating expenses:                                                 
  Cost of license                                                   
   revenue                          -              -  $          19 
  Cost of services                                                  
   revenue                          -              -  $         200 
  Research and                                                      
   development                      -              -  $         274 
  Sales and marketing               -              -  $         506 
  General and                                                       
   administrative                 (38)             -  $         146 
                                                                    
Operating income                   38              -  $         527 
Operating margin(2)               2.3%             -           31.5%
                                                                    
Other income (expense),                                             
 net                                5              -  $          (2)
                                                                    
Income before income                                                
 tax                               43              -  $         531 
                                                                    
Income tax provision                              29  $          98 
Tax rate(2)                                                    18.5%
                                                                    
Net income                         43            (29) $         433 
                                                                    
Net income per                                                      
 weighted-average                                                   
 share, diluted for                                                 
 Class A and Class B(2)                                             
 (3)                    $        0.10  $       (0.07) $        1.02 
                                                                    
(1)  Non-GAAP financial information for the quarter is adjusted for a tax   
     rate equal to our annual estimated tax rate on non-GAAP income. This   
     rate is based on our estimated annual GAAP income tax rate forecast,   
     adjusted to account for items excluded from GAAP income in calculating 
     the non-GAAP financial measures presented above as well as significant 
     tax adjustments. Our estimated tax rate on non-GAAP income is          
     determined annually and may be adjusted during the year to take into   
     account events or trends that we believe materially impact the         
     estimated annual rate including, but not limited to, significant       
     changes resulting from tax legislation, material changes in the        
     geographic mix of revenue and expenses and other significant events.   
     Due to the differences in the tax treatment of items excluded from non-
     GAAP earnings, as well as the methodology applied to our estimated     
     annual tax rates as described above, our estimated tax rate on non-GAAP
     income may differ from our GAAP tax rate and from our actual tax       
     liabilities.                                                           
                                                                            
(2)  Totals may not sum, due to rounding. Operating margin, tax rate and net
     income per weighted average share information are calculated based upon
     the respective underlying, non-rounded data.                           
                                                                            
(3)  Calculated based upon 423,981 diluted weighted-average shares for Class
     A and Class B.                                                         
                                                                            
                                                                            
                                VMware, Inc.                                
                                                                            
                  RECONCILIATION OF GAAP TO NON-GAAP DATA                   
                For the Nine Months Ended September 30, 2016                
  (amounts in millions, except per share amounts, and shares in thousands)  
                                (unaudited)                                 
                                                                      
                                            Employer                  
                                         Payroll Taxes                
                                          on Employee                 
                            Stock-Base       Stock        Intangible  
                   GAAP    Compensation   Transactions   Amortization 
                  ------- -------------- -------------- --------------
Operating                                                             
 expenses:                                                            
  Cost of license                                                     
   revenue        $  121             (2)             -            (76)
  Cost of                                                             
   services                                                           
   revenue        $  658            (38)            (1)            (2)
  Research and                                                        
   development    $1,109           (224)            (1)             - 
  Sales and                                                           
   marketing      $1,708           (146)            (3)           (16)
  General and                                                         
   administrative $  516            (62)            (1)            (1)
  Realignment     $   52              -              -              - 
                                                                      
Operating income  $  896            472              6             95 
Operating                                                             
 margin(2)          17.7%           9.3%           0.1%           1.9%
                                                                      
Other income                                                          
 (expense), net   $   (8)             -              -              - 
                                                                      
Income before                                                         
 income tax       $  924            472              6             95 
                                                                      
Income tax                                                            
 provision        $  179                                              
Tax rate(2)         19.4%                                             
                                                                      
Net income        $  745            472              6             95 
                                                                      
Net income per                                                        
 weighted-average                                                     
 share, diluted                                                       
 for Class A and                                                      
 Class B(2) (3)   $ 1.75  $        1.11  $        0.01  $        0.22 
                                                                      
table continued below
                                                                            
                                  Acquisition                   Non-GAAP,   
                   Realignment     and Other         Tax            as      
                     Charges     Related Items  Adjustment(1)  adjusted(2)  
                  -------------- -------------- ----------------------------
Operating                                                                   
 expenses:                                                                  
  Cost of license                                                           
   revenue                    -              -              - $          43 
  Cost of                                                                   
   services                                                                 
   revenue                    -              -              - $         617 
  Research and                                                              
   development                -              -              - $         883 
  Sales and                                                                 
   marketing                  -              -              - $       1,542 
  General and                                                               
   administrative             -            (25)             - $         428 
  Realignment               (52)             -              - $           - 
                                                                            
Operating income             52             25              - $       1,547 
Operating                                                                   
 margin(2)                  1.0%           0.5%             -          30.6%
                                                                            
Other income                                                                
 (expense), net               -             15              - $           6 
                                                                            
Income before                                                               
 income tax                  52             40              - $       1,589 
                                                                            
Income tax                                                                  
 provision                                                145 $         324 
Tax rate(2)                                                            20.4%
                                                                            
Net income                   52             40           (145)$       1,265 
                                                                            
Net income per                                                              
 weighted-average                                                           
 share, diluted                                                             
 for Class A and                                                            
 Class B(2) (3)   $        0.12  $        0.09  $       (0.34)$        2.97 
                                                                            
(1)  Non-GAAP financial information for the quarter is adjusted for a tax   
     rate equal to our annual estimated tax rate on non-GAAP income. This   
     rate is based on our estimated annual GAAP income tax rate forecast,   
     adjusted to account for items excluded from GAAP income in calculating 
     the non-GAAP financial measures presented above as well as significant 
     tax adjustments. Our estimated tax rate on non-GAAP income is          
     determined annually and may be adjusted during the year to take into   
     account events or trends that we believe materially impact the         
     estimated annual rate including, but not limited to, significant       
     changes resulting from tax legislation, material changes in the        
     geographic mix of revenue and expenses and other significant events.   
     Due to the differences in the tax treatment of items excluded from non-
     GAAP earnings, as well as the methodology applied to our estimated     
     annual tax rates as described above, our estimated tax rate on non-GAAP
     income may differ from our GAAP tax rate and from our actual tax       
     liabilities.                                                           
                                                                            
(2)  Totals may not sum, due to rounding. Operating margin, tax rate and net
     income per weighted average share information are calculated based upon
     the respective underlying, non-rounded data.                           
                                                                            
(3)  Calculated based upon 425,851 diluted weighted-average shares for Class
     A and Class B.                                                         
                                                                            
                                                                            
                                VMware, Inc.                                
                                                                            
                  RECONCILIATION OF GAAP TO NON-GAAP DATA                   
                For the Nine Months Ended September 30, 2015                
  (amounts in millions, except per share amounts, and shares in thousands)  
                                (unaudited)                                 
                                                                            
                                      Employer                              
                                       Payroll                              
                                      Taxes on                              
                                      Employee                              
                       Stock-Based      Stock      Intangible   Realignment 
               GAAP   Compensation  Transactions  Amortization    Charges   
              ------- ------------- ------------- ------------- ------------
                                                                            
Revenue:                                                                    
 GSA                                                                        
  settlement  $  (76)            -             -             -            - 
Total revenue $4,703             -             -             -            - 
                                                                            
Operating                                                                   
 expenses:                                                                  
 Cost of                                                                    
  license                                                                   
  revenue     $  142            (1)            -           (82)           - 
 Cost of                                                                    
  services                                                                  
  revenue     $  609           (32)           (1)           (2)           - 
 Research and                                                               
  development $  958          (164)           (2)            -            - 
 Sales and                                                                  
  marketing   $1,656          (124)           (4)          (21)           - 
 General and                                                                
  administra-                                                               
  tive        $  568           (47)           (2)           (2)           - 
 Realignment  $   20             -             -             -          (20)
                                                                            
Operating                                                                   
 income       $  750           368             9           107           20 
Operating                                                                   
 margin(2)      15.9%          7.8%          0.2%          2.3%         0.4%
                                                                            
Other income                                                                
 (expense),                                                                 
 net          $   (8)            -             -             -            - 
                                                                            
Income before                                                               
 income tax   $  760           368             9           107           20 
                                                                            
Income tax                                                                  
 provision    $  137                                                        
Tax rate(2)     18.0%                                                       
                                                                            
Net income    $  623           368             9           107           20 
                                                                            
Net income                                                                  
 per                                                                        
 weighted-                                                                  
 average                                                                    
 share,                                                                     
 diluted for                                                                
 Class A and                                                                
 Class B(2)                                                                 
 (3)          $ 1.46  $       0.86  $       0.02  $       0.25  $      0.05 
                                                                            
table continued below
                                                                            
              Acquisition                 Certain                 Non-GAAP, 
               and Other                 Litigation      Tax          as    
                Related        GSA       and Other    Adjustment  adjusted( 
                 Items     Settlement  Contingencies      (1)         2)    
              ------------ ----------- -------------- ----------- ----------
                                                                            
Revenue:                                                                    
 GSA                                                                        
  settlement            -          76              -           -  $       - 
Total revenue           -          76              -           -  $   4,779 
                                                                            
Operating                                                                   
 expenses:                                                                  
 Cost of                                                                    
  license                                                                   
  revenue               -           -              -           -  $      59 
 Cost of                                                                    
  services                                                                  
  revenue               -           -              -           -  $     574 
 Research and                                                               
  development           -           -              -           -  $     792 
 Sales and                                                                  
  marketing             -           -              -           -  $   1,507 
 General and                                                                
  administra-                                                               
  tive               (123)          6            (11)          -  $     389 
 Realignment            -           -              -           -  $       - 
                                                                            
Operating                                                                   
 income               123          70             11           -  $   1,458 
Operating                                                                   
 margin(2)            2.6%        1.5%           0.2%          -       30.5%
                                                                            
Other income                                                                
 (expense),                                                                 
 net                    2                          -           -  $      (6)
                                                                            
Income before                                                               
 income tax           124          70             11           -  $   1,470 
                                                                            
Income tax                                                                  
 provision                                                   135  $     272 
Tax rate(2)                                                            18.5%
                                                                            
Net income            124          70             11        (135) $   1,198 
                                                                            
Net income                                                                  
 per                                                                        
 weighted-                                                                  
 average                                                                    
 share,                                                                     
 diluted for                                                                
 Class A and                                                                
 Class B(2)                                                                 
 (3)          $      0.29  $     0.16  $        0.03  $    (0.32) $    2.80 
                                                                            
(1)  Non-GAAP financial information for the quarter is adjusted for a tax   
     rate equal to our annual estimated tax rate on non-GAAP income. This   
     rate is based on our estimated annual GAAP income tax rate forecast,   
     adjusted to account for items excluded from GAAP income in calculating 
     the non-GAAP financial measures presented above as well as significant 
     tax adjustments. Our estimated tax rate on non-GAAP income is          
     determined annually and may be adjusted during the year to take into   
     account events or trends that we believe materially impact the         
     estimated annual rate including, but not limited to, significant       
     changes resulting from tax legislation, material changes in the        
     geographic mix of revenue and expenses and other significant events.   
     Due to the differences in the tax treatment of items excluded from non-
     GAAP earnings, as well as the methodology applied to our estimated     
     annual tax rates as described above, our estimated tax rate on non-GAAP
     income may differ from our GAAP tax rate and from our actual tax       
     liabilities.                                                           
                                                                            
(2)  Totals may not sum, due to rounding. Operating margin, tax rate and net
     income per weighted average share information are calculated based upon
     the respective underlying, non-rounded data.                           
                                                                            
(3)  Calculated based upon 427,466 diluted weighted-average shares for Class
     A and Class B.                                                         
                                                                            
                                                                            
                               VMware, Inc.                                 
                                                                            
                              REVENUE BY TYPE                               
                               (in millions)                                
                                (unaudited)                                 
                                                                            
                                 Three Months Ended     Nine Months Ended   
                                    September 30,         September 30,     
                                --------------------- ----------------------
                                   2016       2015       2016       2015    
                                ---------- ---------- ---------- -----------
                                                                            
Revenue:                                                                    
  License                       $     691  $     681  $   1,907  $   1,896  
  Services:                                                                 
  Software maintenance                947        863      2,753      2,505  
  Professional services               140        128        400        378  
                                ---------- ---------- ---------- -----------
  Total services                    1,087        991      3,153      2,883  
  GSA settlement                        -          -          -        (76) 
                                ---------- ---------- ---------- -----------
Total revenue                   $   1,778  $   1,672  $   5,060  $   4,703  
                                ========== ========== ========== ===========
                                                                            
                                                                            
Percentage of revenue:                                                      
  License                            38.9%      40.8%      37.7%      40.3% 
  Services:                                                                 
    Software maintenance             53.3%      51.6%      54.4%      53.3% 
    Professional services             7.8%       7.6%       7.9%       8.0% 
                                ---------- ---------- ---------- -----------
  Total services                     61.1%      59.2%      62.3%      61.3% 
  GSA settlement                        -%         -%         -%      (1.6)%
                                ---------- ---------- ---------- -----------
Total revenue                       100.0%     100.0%     100.0%     100.0% 
                                ========== ========== ========== ===========
                                                                            
                                                                            
                               VMware, Inc.                                 
                                                                            
                            REVENUE BY GEOGRAPHY                            
                               (in millions)                                
                                (unaudited)                                 
                                                                            
                                  Three Months Ended     Nine Months Ended  
                                     September 30,         September 30,    
                                 --------------------- ---------------------
                                    2016       2015       2016       2015   
                                 ---------- ---------- ---------- ----------
                                                                            
Revenue:                                                                    
  United States                  $     916  $     861  $   2,587  $   2,364 
  International                        862        811      2,473      2,339 
                                 ---------- ---------- ---------- ----------
Total revenue                    $   1,778  $   1,672  $   5,060  $   4,703 
                                 ========== ========== ========== ==========
                                                                            
                                                                            
Percentage of revenue:                                                      
  United States                       51.5%      51.5%      51.1%      50.3%
  International                       48.5%      48.5%      48.9%      49.7%
                                 ---------- ---------- ---------- ----------
Total revenue                        100.0%     100.0%     100.0%     100.0%
                                 ========== ========== ========== ==========
                                                                            
                                                                            
                               VMware, Inc.                                 
                                                                            
        RECONCILIATION OF GAAP CASH FLOWS FROM OPERATING ACTIVITIES         
                             TO FREE CASH FLOWS                             
                       (A NON-GAAP FINANCIAL MEASURE)                       
                               (in millions)                                
                                (unaudited)                                 
                                                                            
                                                                            
                                  Three Months Ended     Nine Months Ended  
                                     September 30,         September 30,    
                                 --------------------- ---------------------
                                    2016       2015       2016       2015   
                                 ---------- ---------- ---------- ----------
                                                                            
GAAP cash flows from operating                                              
 activities                      $     620  $     411  $   1,917  $   1,411 
Capital expenditures                   (30)       (90)      (109)      (274)
                                 ---------- ---------- ---------- ----------
Free cash flows                  $     590  $     321  $   1,808  $   1,137 
                                 ========== ========== ========== ==========
                                                                            
   Contacts:Paul Ziots VMware Investor [email protected] ThackerVMware Global [email protected]

Source: VMware, Inc.

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